


when you can’t sleep at night (you hear my stolen lullabies)

by seekrest



Series: Spideycat Week 2020 [2]
Category: Spider-Man - All Media Types
Genre: Angst and Fluff and Smut, Emotional Baggage, F/M, Felicia Hardy is a Little Shit, Felicia is a complex woman, Late Night Conversations, Peter Parker is a Little Shit, Peter’s a dumbass, Strangers to Lovers, What else is new
Language: English
Status: Completed
Published: 2020-08-06
Updated: 2020-08-06
Packaged: 2021-03-05 19:16:05
Rating: Mature
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 6,047
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/25750453
Author URL: https://archiveofourown.org/users/seekrest/pseuds/seekrest
Summary: Spider-Man sightings around New York were fairly common but she made it a point to avoid him - not necessarily interested in getting a lesson in do-gooding from the poster boy of fighting petty crime.Later, Felicia would wonder just what motivated her to actually make her presence known. Was it that he was sitting on a rooftop again, looking sad and miserable and so unbearably pitiful? Was it her inherent desire to know a good piece of juicy gossip, the planned tip to the Bugle getting snatched out from under her from some other late-night people watcher? Or was it as simple as the fact that Felicia wasn’t nearly as much of a hardass as she liked to give off to people? That she actually cared - mostly when it suited her but that was despite the point.Curiosity may have killed the cat, but a spider certainly wouldn’t.Not this Spider anyway.
Relationships: Felicia Hardy/Peter Parker
Series: Spideycat Week 2020 [2]
Series URL: https://archiveofourown.org/series/1864906
Comments: 14
Kudos: 51
Collections: PeterFelicia Week 2020





	when you can’t sleep at night (you hear my stolen lullabies)

Felicia tilts her head to the side, watching with interest as he settles down on the rooftop. His legs dangle over the edge, looking as if he was holding the weight of the world on his shoulders. 

_He probably is_ , Felicia thinks to herself - smirking as she adjusts her grip on the fire escape that she’s on. The television from the apartment it’s attached to is playing some soapy telenovela that’s mildly interesting - enough to make a mental note to look it up for herself later. 

Yet the exploits of Juan-Carlos and Claudia aren’t enough to distract her away from Spider-Man, resting her elbow against the fire escape railing as Spider-Man’s legs dangle back and forth.

He was interesting, in that same way all the on-the-ground vigilantes were. Felicia didn’t make it a habit of getting in their radar, particularly as she didn’t want to risk getting the attention of the bigger fish. 

Said bigger fish being Iron Man, the sound of a pulsar whine that she’s only ever heard on television coming out of nowhere. 

She backs away, closer to the darkness and to the blue light reflecting off the television of the telenovela as Iron Man flies to hover in front of Spider-Man, Felicia cocking her head to the side as Iron Man gestures wildly towards Spider-Man.

Everything from their body language indicates some kind of argument, Felicia watching with interest as Spider-Man waves his own hands around before standing in one fluid motion - everything about his posture indicating that he was defensive.

This was intriguing - all that Felicia had ever gleaned by proxy of living in New York is that Spider-Man was relatively friendly with the Avengers, Iron Man most of all. She could still remember the day Iron Man had saved the Staten Island ferry, if only because it was all the city could talk about the same day her father had died. 

Felicia grinds her teeth at the memory, a hole that she’s sure will never be filled as keeps her attention focused on Iron Man and Spider-Man - watching in keen interest as Spider-Man waves his hand around once more, sending a hand out and swinging away. 

Iron Man hesitates - Felicia thinking for a half second that he’s going to fly off after Spider-Man. Only to surprise her when he doesn’t, flying off in the opposite direction as Felicia steps back into the moonlight.

 _Interesting_ , Felicia thinks to herself - resuming her previous position as she looks out over the now empty rooftop. 

She didn’t have a particular investment in either of them, aside from the casual interest that came from growing up in New York. But the possibility that there was some fracture between the two of them was a good bit of gossip, Felicia mulling over how she could possibly sell this as a tip to the Bugle for a few bucks when the reason she was perched out over this fire escape makes its presence known - hearing a car door slam from down below. 

Felicia immediately moves into a defensive position, looking down and watching as some Maggia goon steps out of a black car, scanning the area as another car pulls up.

She smiles, watching as the first man brings out a briefcase - extending her claws and rolling her neck around, psyching herself up for a fight that considering that there’s only six of them, won’t be much of a fight at all.

The mystery of whatever was bringing Spider-Man down could wait for another day, Felicia flexing her fingers once more as she prepares to jump down.

She had other business to attend to.

* * *

Felicia’s surprised to see him twice in as many weeks. Spider-Man sightings around New York were fairly common but she made it a point to _avoid_ him - not necessarily interested in getting a lesson in do-gooding from the poster boy of fighting petty crime. Plus, the webs that Spider-Man used looked like a bitch to get out and Felicia wasn’t interested in sending her suit to the dry cleaners.

Later, Felicia would wonder just what motivated her to actually make her presence known. Was it that he was sitting on a rooftop again, looking sad and miserable and so unbearably pitiful? Was it her inherent desire to know a good piece of juicy gossip, the planned tip to the Bugle getting snatched out from under her from some other late-night people watcher? Or was it as simple as the fact that Felicia wasn’t nearly as much of a hardass as she liked to give off to people? That she actually _cared_ \- mostly when it suited her but that was despite the point.

Curiosity may have killed the cat, but a spider certainly wouldn’t. Not _this_ Spider anyway. 

Felicia lands on the rooftop with barely a sound, yet Spider-Man turns to her anyway - catching the way his head bobs over to her a few seconds before she does. 

Heard her coming? Precognitive? Felicia would have to file away that piece of information for later, smirking as she says, “Hey Spider, what’s got you looking so glum?”

“Black Cat?” Spider-Man asks, standing up as his shoulders tense - Felicia’s eyes taking in the sight before her. 

He’s dressed in a suit she hasn’t seen before, black and red with a white spider emblem. Not that Felicia kept tabs on much about Spider-Man. Just a passing interest. 

It fit him well, letting her eyes linger on the curve of his chest and his legs - her smirk growing wider before she raises them to meet the white eyes of his mask and ask, “So you’ve heard of me?”

Spider-Man laughs at that, a delicate sound that Felicia instantly wants to hear more of as he nods and says, “Yeah, I make it a habit of knowing about crime bosses in the area.”

Felicia tsks, shaking her head and waving a finger around as she circles Spider-Man who mirrors her action. 

“Spider, Spider, Spider, I’m not interested in anything as petty as organized crime. That’s a power fantasy for weak white men,” Felicia says, watching in amusement as Spider-Man’s head tilts, “I merely redistribute wealth as I see it.”

“You steal from members of the Maggia and pin them against each other,” Spider-Man says, Felicia’s smirk turning into a smile as they continue their little dance - circling around each other. “I wouldn’t exactly call that redistribution, not when everything ends up mysteriously disappearing.”

“Only a mystery if you don’t know where to look,” Felicia says, flexing her fingers back as she walks on her tip toes - smiling even more so as Spider-Man seems to notice immediately. 

“Where should I be looking then?” Spider-Man counters, a thrill rushing through her as he matches her steps. 

“Wherever you want, so long as you have consent,” Felicia says teasingly, Spider-Man’s laughter catching her off-guard. He pauses their circling motion, standing and staring at her straight on as Felicia does the same. 

“Good advice.”

Felicia shrugs. “I’m full of wisdom, Spider. You pick up a few things, doing what I do.”

“Oh I know what you ‘pick up’,” Spider-Man says in return, having the audacity to pantomime quotation marks as Felicia grins. “Wisdom didn’t seem like one of them.”

“You have a thing against smart ladies, Spider?” 

It’s an innocuous question but it immediately makes Spider-Man tense up - enough that Felicia’s intrigue levels ratchet up intensely.

“No, not-- not at all,” Spider-Man stammers, the cool and effortless snark that he’d had not even three seconds before gone in an instant. Felicia’s not sure what to make of it, only for Spider-Man to recover as he straightens his back and repeats, “No, I don’t.”

Felicia hums, folding her arms together. “Interesting.”

“What?” Spider-Man asks, Felicia noting how tense he still is. 

“Sounds like Spider-Man’s having a lady problem. Always wondered which way you swung, good to know.”

“I swing both ways,” Spider-Man deadpans, eliciting a laugh out of Felicia that’s out she’s unable to stop. “And no, _I’m_ not having a problem.”

She doesn’t miss the inflection, unfurling her arms as she says, “Oh but she is? Always wondered what it was like for Spider-Man when he went home. Do you have a home? Or do you make a nest somewhere, curled up in some dark alley somewhere?”

Spider-Man shakes his head, the tension slowly leeching away as he says, “Where do you even come up with this stuff?”

“Stake outs are boring,” Felicia says teasingly, “a girl’s gotta entertain herself somehow.”

Spider-Man just stares at her for a beat, Felicia wishing that she could see what expression was underneath that mask yet relishing in the fact that she couldn’t - the mystery being just as interesting as uncovering the truth as he says, “You’re different than I expected.”

“Always good to know I’m exceeding expectations,” Felicia says, waving her hand and turning away - less because she’s bored of the interaction and more because she doesn’t want to outstay her welcome, knowing that Spider-Man’s mood could change and he could web her up for some two-bit cop to find her in the morning. 

“I never said it was _good_ ,” Spider-Man has the audacity to say, Felicia turning back to him in shock only to watch as he folds his arms together. 

“Oh Spider, no wonder you’re having problems. That’s no way to talk to a _lady_ ,” Felicia says with a smirk, Spider-Man’s arms falling to his side as the eyes of his mask widen.

“Oh sorry, I didn’t mean--” he says, reaching a hand out as Felicia laughs. 

“Sensitive _and_ a flirt. Good to know,” she says, taking a step backwards as Spider-Man matches her movement - stepping forward.

“Good to know for what?”

“That’s for me to know and for you to think about all night,” Felicia says, Spider-Man tilting his head and hearing a confused murmur as she launches herself off the building from behind - sending out a grappling hook and propelling herself away from him. 

She half-expects him to follow after her though correctly guesses that he won’t, Felicia putting some distance between herself and the rooftop she found him at before she looks back - waiting in the shadows for a few moments before she’s content in the knowledge that he hadn’t actually trailed after her.

There’s something buzzing in her veins, the adrenaline of launching herself throughout the city thrumming alongside something _new_ \- that excited feeling she got right before a jump into a fight. 

Yet Spider-Man hadn’t fought with her, hadn’t even seem interested in - though why she couldn’t really guess at, not when everything about his prior history would indicate that he’d shoot a web first and ask questions later. 

Then again, Felicia thinks, maybe he was just surprised - taken just as off-guard by her casually dropping in on him as rash as her own decision-making process had been. 

Now, blocks away and safely ensconced in the darkness of another rooftop - Felicia couldn’t really explain what propelled her forward. Curiosity? Interest? Compassion? All? Both?

Felicia didn’t care to dwell on it. Not now, maybe not ever. 

What she did dwell on was how easily Spider-Man had flirted with her, whatever problems he had at home clearly being something he was willing to escape from.

Felicia could relate. 

* * *

The next month is a dance of a different sort, the frequency of how often she saw Spider-Man making her wonder if maybe her attempts to put some distance between her and the spandex hero had ever really been effective or if he’d just been too focused on other things to be wrapped up in her existence.

Whatever the case, it became a habit between the two of them - Felicia more often than not dropping by whatever rooftop Spider-Man was brooding on, their teasing exchanges lasting longer and longer each time.

It was almost painful, how little information about Spider-Man existed out there - guessing that the influence of the eponymous Iron Man had something to do with that. She also guessed - correctly - that Iron Man knew who the person under the mask was, Spider-Man letting that slip during conversation only to pause, as if he was waiting for Felicia to react to it.

She hadn’t, not visibly at least - switching the conversation to which Maggia Don’s daughter had just recently turned sixteen. 

It was banal, the conversations they had sometimes - but there was something inherently interesting in baring herself to someone who knew nothing about her. Something that Spider-Man himself clearly seemed to appreciate, spilling entirely more about the problems he had with his now ex-girlfriend, issues with his job and other interpersonal dynamics that Felicia couldn’t quite put a finger on. 

Despite it all, it was interesting - enough that Felicia found herself looking forward more to seeing Spider-Man than whatever plan she had for the night. Felicia wouldn’t necessarily call them _friends_ \- he was a bit too square for her tastes and the cagey way he avoided her casual references to her exploits didn’t go unnoticed.

But Spider-Man was still fascinating to her - gave as good as he got when it came to their teasing banter, the nights they met up inching closer and closer to her until she finally asked him if he was ever gonna come close enough to touch her. 

Spider-Man had been flustered at that - Felicia still remembering the warmth she felt in her own cheeks and the nervousness emanating off of him as she leaned in. 

But he’d gone as still as a stone when Felicia’s hands had hovered over his face, fingers slipping under the edge of his mask as she pulled it up to his nose - the tension between them so thick she could’ve cut through it with her claws. 

Kissing Spider unlocked something new in Felicia, _different_ in a way that was foreign and enticing - later telling herself that that was the reason she kept meeting up with him. 

It was a dangerous thing, to allow herself to fall so headfirst into something with anyone when she had a goal - much less, someone like _Spider-Man_. It something that later Felicia would tell herself she should’ve been more careful for. 

Nothing should distract her from her missions, nothing - no _one_ \- was more important than her goals. 

At least they hadn’t been.

Until him. 

* * *

His lips are like fire up and down her neck, pressing her flush against him with her back against a chimney. Spider-Man’s hands are everywhere, Felicia leaning into it as she reaches for his suit - glad that whatever the hell his suit was made out of that he’d taken to wearing one that allowed for easy access.

At least it _would_ , Felicia’s fingers tugging at the sides of his suits - a move that still sends a thrill down her spine no matter how many times they’ve done this across various rooftops on New York when Spider-Man stops, one hand pressed against the chimney wall behind her and another along her side - leaning back as he pants. 

“You alright lover?” Felicia whispers, Spider-Man shivering as she sucks at his bottom lip, nodding a few times as he takes in a shaky breath. 

“I’m uh... “ Spider-Man says, licking his lips as Felicia waits. There’s something… _different_ about him tonight. Felicia’s always been an impeccable judge of character, a lifetime of observing people’s body language and determining how to best suit it for her own advantage.

Yet Felicia uses her skills now not to manipulate Spider-Man but to understand him, surprising herself with the amount of patience she has as he collects his thoughts. 

“I want to see you.”

“I’m right here,” Felicia whispers, leaning forward and pressing their lips together in a slow kiss, sensual and filled with more meaning that she wants to admit to herself. Spider-Man leans into it for a moment before he leans back, panting again as he says, “I mean, I want to see _you_.”

Felicia freezes - her mind connecting the dots as Spider-Man barrels forward, “Like on a date. Pick you up for dinner, actually call you something other than Cat.” 

“A lady doesn’t kiss and tell, Spider,” she says flippantly, trying to quell the racing of her beating heart, “And some things are better left unsaid.”

She goes to lean forward again only for Spider-Man to lean back again, going so far as to take a step away from her. 

Felicia sighs, her lips feeling swollen and already feeling unsatisfied that the press of him against her is so far removed. 

“That’s just it, we don’t really… _talk_ ,” Spider-Man says, Felicia watching the way his lips quirk - the white eyes of his mask staring back at her. 

“You didn’t seem to mind the other night,” Felicia says seductively, Spider-Man’s lips twisting and seeing the barest hint of color flood what she could see of his cheeks. “I thought we were having fun.

“We are, I am--” he’s quick to say, that terribly cute stammer coming back at the most opportune times, “but I just… I--”

“I’m not really a _relationship_ kind of girl, Spider. Especially in our line of work.”

He frowns at that, Felicia realizing that she’s hit on a nerve as some tension returns to his shoulders. 

“Oh I see, did you see your ex?”

Spider-Man flinches at that, Felicia smirking and then sighing as she says, “Men. So typical.” 

“I didn’t see… anyone,” he says unconvincingly, scratching the back of his neck before saying, “I just want to know you, Cat. As more than just Cat.”

“What if there’s not much to know?” Felicia says casually, dismissive in a way that’s meant to push him off. 

She liked what they had - raw, passionate and mindless. The men she was usually with were all boring, arrogant and full of themselves. Nothing like Spider-Man who was just as attentive to her body as he was in scouring for crime in the city, the thrill of him moving inside her almost as thrilling as what he whispered into her ear when he did. 

It wasn’t sustainable but Felicia wasn’t interested in that to begin with - knowing from the things she gleaned in their conversations that there was a girl out there he was still very much in love with.

Felicia wasn’t interested in being anyone’s sloppy seconds. Better to not invite herself to dinner in the first place.

Yet Spider-Man was clearly wanting something a little more, asking something that they hadn’t ever talked about before. Revealing her identity was so far beyond any kind of rational plan of hers, even if she could see from the way Spider-Man carried himself that this wasn’t exactly a risk-free proposition for him either. 

It wasn’t a proposition, Felicia corrects - knowing him well enough by now to recognize that he didn’t think of things that way. 

Spider-Man was… _good_ , if any white man could ever be called that - his invitation more of an offer for something beyond what they had not because he was interested in turning her into the cops or selling her short to any number of the families she should be scoping out.

Spider-Man was interested in _her_ \- willing to leave himself open and vulnerable in a way that terrifies her. 

“I doubt that,” he replies, his voice throwing her out of her thoughts as he waits.

“If you don’t want to, that’s okay,” he says softly, Felicia eyeing him up and down, “I just. I--I’ve really liked spending time with you.”

Felicia twitches her lip at that, watching as Spider-Man’s own mouth turns into a smirk.

“You know what I mean.”

“Oh I certainly do,” Felicia says coyly, stepping towards him once again as he waits, her hands brushing up against his arm. “I’ve had a good time with you, lover.”

“Had?” Spider-Man asks, his voice soft and so desperately vulnerable that it twinges at something in Felicia’s chest - something she immediately tries to stuff down. 

“Have,” she says, her hand moving from his arm to his chest - palm up and bracing against his neck. 

Felicia was the opposite of impulsive - meticulous, methodical, careful. 

Yet there was something about _him_ that threw her off her game in the best way, leaning into the most dangerous game she think she’s ever played as she says, “Pick me up tomorrow at six.”

The eyes of his mask widen at that. “Really? You-- okay, where? How should I--”

Felicia presses a finger to his lips, a slow smile forming on her face as she says, “Shh spider, we can sort out all the messy details later.”

She brings a hand down, trailing the finger down his chest as she leans in, “We’ve got some other business to attend to now.”

Felicia kisses him - hard and fast, Spider-Man going to lean forward only to gasp when she pushes back, trailing her hand down his chest and sinking to her knees. 

* * *

There were many things that Felicia planned for her in her life. 

Falling so hard and so fast for Spider-Man, for _Peter Parker_ , hadn’t been one of them. 

It wasn’t a surprise that Peter already knew who she was when he offered to meet her for dinner, the not so subtle slips that she’d given before proving to her in her own little way that he actually cared. 

She wasn’t so sure at first, wondering if that’s what motivated him to want to meet her in person - a kind of tit for tat that Felicia could understand.

Maybe on some level it was, Peter was good like that - the kind of person who was a terrible liar despite the secrets he kept. 

Regardless of the little seeds she’d planted, regardless of what eventually led to them knowing the people behind the masks - what Felicia hadn’t expected was how much Peter would bring her into his orbit, baring parts of himself and of his life in a way that scared her. 

They weren’t anything official - Felicia refused even if he knew her name, something that Peter himself seemed mollified by for reasons that she didn’t care to press on. Yet there was something between them that was growing, something that Felicia wanted with everything within her to pause even if there was a part of her that wondered if it would be like trying to stop a running train.

The thing, Felicia thinks - was something almost like love, something that she promised herself she’d never be compromised for. 

She had plans, things she had to accomplish - the Black Cat didn’t have time for games. 

Yet all Felicia could think was that this thing with Peter, if she let it, wouldn’t be a game. 

It could be something real. 

Felicia wasn’t sure what to make of that. 

* * *

Peter’s breath is hot against her ear, Felicia crying out as his slams his hips against hers - hands clutching at his back. 

“Fuck, _fuck_ ,” he pants, Felicia’s own hips meeting his in a rhythm that wouldn’t make sense to anyone but the two of them, pressing him closer to her as they rocked together. 

“Come on Spider,” Felicia huffs, “I’m almost there.” Peter groaning at that as he thrusts even harder - angling himself to a position that makes her toes curl.

Her back arches as he dives into her, the hand not currently ensnared in her hair moving to her hips - lifting her up so effortlessly that it was in moments like this that she wondered how she ever forgot he was superpowered, using his agility and his strength to hold her steady as he moves. 

“That’s it,” she whispers, closing her eyes and allowing herself to be lost to him moving inside her so hard and so fast that when pleasure hits, it’s sudden - crying out as her nails rake alongside his back.

She’s still lost when Peter groans, feeling him release inside her before his stuttered movements come to a stop. The weight of him on top of her is one that she’s known many times yet it never feels any less thrilling, a stupid thought crossing her mind that maybe it had less to do with how good he was in bed and everything to do with something almost like love. 

Felicia doesn’t want to think about nor thinks she’s even capable of it, not least of which because he’s still inside her - feeling her chest heave as she laughs.

“What’s-- what’s so funny?” Peter murmurs into her neck, panting as he leans his head back to stare into her eyes. 

“For someone who said they were a terrible student,” Felicia huffs, moving a hand to smooth out some of his hair, “you know how to take direction.”

Peter laughs, Felicia smiling as he says, “I wasn’t a bad student.”

“You quit grad school,” Felicia counters, feeling her heart rate start to slow as Peter pulls out, the loss of him instantaneous as he says, “I didn’t _quit_ , I took a break.”

“A break that’s lasted for a year?” Felicia says, stretching leisurely as Peter leans over to his bedside table and grabs some baby wipes. He goes silent as they clean up, Felicia playfully calling out to him in the bathroom as she says, “Don’t worry about it, lover. You’re too good for them anyway.”

When Peter still doesn’t answer, Felicia quickly finishes her business - coming back into the bedroom to find Peter sitting on the edge of it, leg bobbing up and down.

She knows by now this is a sensitive point for him, part of the breakdown that led him to being so vulnerable and brooding across rooftops around the city.

She finds herself caring about how he’s feeling, the same rush she felt that first time they officially met. Peter was clearly preoccupied, bothered in a way by the reminder that he was stalled in his life.

Felicia hopes that doesn’t include her, only to immediately chide herself for even hoping for such a thing as she says, “I was joking, kitten,” her words teasing but her tone soft - Peter looking up at her and smiling. 

Felicia can tell that it doesn’t reach his eyes, coming up to him and curling up beside him - resting her head on his shoulders as he says, “You want to talk about it?”

“Do you actually want to hear it?” Peter jokes, smirking as he looks at her. It’s a good question but one that inexplicably hurts - Felicia chasing that feeling away as quickly as it comes. 

“If you want to,” she says blithely, hoping that Peter sees through it while hoping that he doesn’t - a test of her own will just as much as it was his.

Felicia had already crossed so many of her own lines with this… thing with Peter. There was a part of her that screamed at her in the back of her mind, saying that becoming the person he _shares_ things with rather than just shares his _bed_ with wasn’t something she should do. 

She still had a plan. Still had a mission to accomplish. 

But there’s a part of her that she can’t even deny that she desperately wants Peter to let her in, even if the very idea of it terrifies her to her core. 

Felicia’s not sure if she’s surprised or disappointed when Peter kisses her instead - gentle at first before his mouth moves with more purpose as he brings her over his lap. 

She’s all too willing to go for another round, glad that Peter’s spider powers extended beyond sticking to walls and incredible strength towards an inhuman kind of stamina. But just as she grinds her hips against his, feeling him harden underneath her Peter stops - looking back at her with a dazed expression. 

“Change your mind?” Felicia whispers, staring into his eyes and inviting him in - his hand running up and down her back as she reaches between, Peter groaning as her hand encircles around him. “I’m always up for a distraction.”

She slowly moves her hands, working him up again as Peter seems to wrestle with two competing thoughts - his eyes fluttering and lip twitching before he says, “I want-- I want to talk, Leesh.”

“Oh,” Felicia says, pausing her movements only for Peter’s eyes to snap open.

“Later. I want to talk but-- later.” 

Part of Felicia thinks that no matter what he wants to talk about later, she should push it off perpetually. What they had was good, better left unruined by feelings. 

Peter wasn’t her boyfriend, though from the look in his eyes she got the sense that if she let him, he would be. 

Felicia smiles, one hand circling him once more as she positions him to her entrance - Peter’s legs planted on the floor as she sinks down. He shudders as she does, pressing her forehead against his and closing her eyes before she slowly starts to move, hands braced against his shoulders.

Peter’s own hands gently ghost over her back, her waist, her chest, every place he touches her leaving a trail that feels like fire. Felicia kisses him to push away the sinking feeling in the pit of her stomach, gasping into his mouth when Peter’s hands reach her hips - grinding himself into her in a way that causes her to see stars.

Felicia opens her eyes and sees it, that same dazed expression from before - the recognition that it wasn’t him being dazed at all but enamored, as if Felicia was the best thing that had ever happened to him.

He looked at her like she was something priceless, something special.

Peter looked at her like he loved her. 

It was a lie, Felicia knew that even if Peter didn’t. But she didn’t dwell on that as she clenched around him, Peter moaning as she did - crossing every line she promised herself she never would as she moved her hips against his, bringing a hand to his face. 

“Anything you want, lover.”

* * *

  
Felicia stared at the test, wondering if maybe the fourth time of seeing it - not just this particular test but the fourth of its kind was enough to change the result. 

Felicia was many things. Passionate. Meticulous. Methodical. Strategic. 

Liar. Most days. 

Yet now, staring at the test in front of her - her hands uncharacteristically shaky, Felicia begins to wonder if she could have the boldness to lie about this.

There are several options available to her, none of which would require Peter’s input. But Felicia can’t bring herself to consider any other option but the one. 

Childhood cancer was just another chapter in the book of Felicia’s life, one that she hated dwelling on not only for what the memories of hospitals and concerned doctors and the worried look on her mother’s face meant - but for what it led to.

If Felicia hadn’t gotten sick, she wouldn’t have needed chemotherapy. If she hadn’t needed chemotherapy, her father wouldn’t have connected himself to powerful men that he never should’ve. If he hadn’t done that, maybe he would still be alive. 

She hadn’t ever thought she wanted kids until she was told that she couldn’t have them, her focus moving on to more pressing matters after her father died and her goals shifted. 

It was twisted and convoluted, Felicia had enough presence of mind to recognize that the burden she felt about her father’s death had very little to do with the reality of what a positive sign on a pregnancy test meant. Her wants and desires mattered more than carrying a child as a form of respect to a man that she loved but who ultimately had been foolish, throwing himself head first into a world that Felicia herself had spent years training for. 

Yet it wasn’t just some twisted sense of tribute to her dad’s death that motivated her, Peter’s face coming to mind as she ripped open the fifth pregnancy box - hands still shaking as she takes a deep breath, closing her eyes as she pees on yet another stick. 

It was fruitless, Felicia knew the answer to all of her questions. 

She was pregnant - she’d known it long before she’d taken the test, cursing the fact that she hadn’t been as careful - practically with her birth control but metaphorically with her heart, allowing her walls to come down around Peter in a way she should never have. 

She was going to keep the baby - a foregone conclusion as soon as she saw the positive sign, keenly remembering what it had felt like the moment the doctor had told her at fifteen that she’d never be able to have children. It almost felt like a miracle, something Felicia recognized as patently ridiculous yet felt it all the same.

And finally - the final answer to a question she couldn’t bring herself to ask - she was not going to tell Peter.

Felicia didn’t deal in such silly absolutes as right or wrong, not in her work or in the life that she lived. It was a naive way to approach the world, the kind of dichotomy that she couldn’t afford to dwell in. 

Despite this, she knew that not telling Peter was a mistake. She should tell him. She knows exactly what he would do.

He’d do the “right thing” - whatever that was for the two of them. Felicia could almost laugh at the idea of _marrying_ Peter as she waits for the test to come back positive yet again, something so horribly old-fashioned yet just the kind of bone-headed sweetness that he’d want to lean into.

A part of her could imagine it - a world where she allowed herself to stay in Peter’s life. She’d finally get to meet the famed Aunt May, the elusive Tony Stark - a mark in her current world but not in this imaginary one, even get a hacking tip or two from his nerdy best friend Ned. 

Maybe she’d learn more about the mysterious MJ, relish in the reality that she wasn’t the one who Peter settled for but the one he _chose_ \- regardless of the circumstances that brought them together. 

It was a good world, a fantasy - one that Felicia lets slip away as soon as she reaches for the fifth and final test, watching as the pink lines that showed she was pregnant appeared once again. 

“It’s you and me now, kitten,” Felicia whispers out loud, bringing the test down as she sighs. 

She opens her eyes, convinced of a new mission - one that aches at something in her chest that she hates to admit, even to herself. 

There was no future for her and Peter. Their worlds were too different, their futures too divergent now matter how she tried to reconcile it. 

Peter knew too much about her yet still didn’t know anything at all, wondering if he would still love her if he knew the full truth.

Felicia loves him too - a fourth answer to yet another question she refused to ask of herself. Loving him meant nothing in the grand scheme of things, recognizing it as a lie even as she tried firmly to convince herself otherwise. 

Peter deserved more than what she could give - the lie she tells herself that he’ll be fine when she’s gone growing the more and more she wraps her around it, forcing herself to believe that he’ll find his way back to his family, to someone better - remembering the picture of him and MJ he still had in his apartment. 

Which is fine, Felicia thinks to herself - she’d known what their relationship was from the start, lying to herself for the third time in as many minutes that she had always planned to let things end. 

Felicia was many things. Passionate. Meticulous. Methodical. Strategic. 

Liar.

 _Mom_ wasn’t something she had ever imagined for herself yet now, she could see it - convinced already that she’d do anything she could to protect the little ball of cells growing inside of her. 

If that included lying to the one person that she thinks she might love, knowing that no life between a Cat and a Spider would ever be safe, she’d do it. 

She’d lost her father to this kind of world. Felicia had to leave before their child - _her_ child - ever had to know what that felt like. 

Felicia opens her eyes, straightening her shoulders and feeling that same thrill she did in the seconds after she took a leap. 

“Just you and me.” 

**Author's Note:**

> This is technically a prequel to the fic in the first part of this series. Still playing with the idea of a sequel. :) 
> 
> I love it when people scream at me in the comments. [Come hang out with me on tumblr.](https://seek-rest.tumblr.com)


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